Exhibit 10.30

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [[***]], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL, AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

 

EXECUTION VERSION
 

AMENDMENT NO. 7 TO COMMERCIAL MANUFACTURING SERVICES AGREEMENT

This Amendment No. 7 to the Commercial Manufacturing Services Agreement (“Seventh Amendment”) is made, entered into and effective as of January 31, 2024 (the “Seventh Amendment Effective Date”) by and between ATARA BIOTHERAPEUTICS, INC., a Delaware corporation with offices at 2380 Conejo Spectrum Street, Suite 200, Thousand Oaks, CA 91320 (“Atara”); and CHARLES RIVER LABORATORIES, INC. (successor in interest to COGNATE BIOSERVICES INC.), a Delaware corporation with offices at 4600 East Shelby Drive, Suite 108, Memphis, TN 38118 (“Manufacturer”). Each of Atara and Manufacturer are referred to in this Seventh Amendment as a “Party” and together, the “Parties.” All capitalized terms used, but not otherwise defined herein, shall have the same meaning ascribed to them in the Commercial Services Agreement (as defined below).

BACKGROUND

WHEREAS, the Parties have entered into that certain Commercial Manufacturing Services Agreement, effective as of January 1, 2020 (as previously amended by that certain First Amendment, dated as of September 1, 2021; by that certain Second Amendment, dated as of May 26, 2022; and by that certain Third Amendment, dated as of August 1, 2022, and by that certain Fourth Amendment, dated as of January 30, 2023, by that certain Fifth Amendment, dated as of September 27, 2023 (the “Fifth Amendment”), and by that certain Sixth Amendment, dated as of December 30, 2023 (the “Sixth Amendment”), the “Commercial Services Agreement”), pursuant to which Atara engaged Manufacturer to perform certain commercial manufacturing services in relation to Atara’s products, as further described in individual work orders entered into thereunder;

WHEREAS, the Parties desire to amend the Commercial Services Agreement and certain Work Orders thereto as set forth in this Seventh Amendment; and

WHEREAS, Section 15.7 of the Commercial Services Agreement provides that the Commercial Services Agreement may only be modified by a writing signed by authorized representatives of each Party.

NOW, THEREFORE, the Parties desire, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, to amend the Commercial Services Agreement as set forth in this Seventh Amendment as of the Seventh Amendment Effective Date.

1.
Section 14.1 of the Commercial Services Agreement is hereby deleted in its entirety and replaced as follows:

“14.1 Term. This Agreement will take effect as of the Effective Date and, unless earlier terminated pursuant to this Article 14, will expire on March 31, 2024 (the “Final Date” and such period between February 1, 2023 and the Final Date, the “Remaining Period”). Notwithstanding the termination or expiration of this Agreement, the terms and conditions of this Agreement shall continue to apply to any active or in progress Work Orders (including Delivery of the final Remaining Batches and any PBMC Batches ordered during the Remaining Period) until each such Work Order has been completed, expired or otherwise terminated in accordance with the terms herein or therein.”

2.
Exhibit A to the Sixth Amendment is hereby deleted in its entirety and replaced by Exhibit A to this Seventh Amendment.
3.
Exhibit A to the Fifth Amendment is hereby deleted in its entirety and replaced by Exhibit B to this Seventh Amendment.


 

EXECUTION VERSION

4.
The Commercial Services Agreement is hereby amended by deleting the last sentence of Section 8.9(b)(iii) in its entirety and replacing it as follows:

“The parties agree to negotiate in good faith a new commercial manufacturing agreement by [[***]] and if the parties are unable to finalize such new agreement prior to [[***]], the parties shall mutually agree upon an extension of the Remaining Period, which will include payment of applicable Suite Fees and new Batch commitments to ensure continuity of supply of Product until such new agreement is executed.”

5.
This Seventh Amendment is governed by and interpreted in accordance with the laws of the State of New York, U.S.A., without reference to the principles of conflicts of laws. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the transactions contemplated by this Seventh Amendment. Except as specifically amended by this Seventh Amendment, the terms and conditions of the Commercial Services Agreement shall remain in full force and effect. This Seventh Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Except to the extent expressly provided herein, the Commercial Services Agreement, as amended by this Seventh Amendment, including all appendices, exhibits and schedules to each of the foregoing, together with all Work Orders executed by the Parties, constitute the entire agreement between the Parties relating to the subject matter of the Commercial Services Agreement and supersede all previous oral and written communications, including all previous agreements, between the Parties.

[SIGNATURE PAGE TO FOLLOW]

 

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EXECUTION VERSION

IN WITNESS WHEREOF, the undersigned have executed this Seventh Amendment as of the Seventh Amendment Effective Date.

 

ATARA BIOTHERAPEUTICS, INC.
 

By: /s/ Pascal Touchon

Print Name: Pascal Touchon

Title: CEO

 

CHARLES RIVER LABORATORIES, INC.
 

By: /s/ Kerstin Dolph

Print Name: Kerstin Dolph

Title: Sr. Corporate Vice President | Global Manufacturing

 

 

 

 

 

 

 

 

 

 

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EXHIBIT A

UPDATED PRODUCTION FORECAST STARTS

[[***]]

 

4

 

EXHIBIT B

SUITE FEES

 

[[***]]

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